The Impact of PISCES Stamp Duty Exemption
On 12 June 2025, the Private Intermittent Securities and Capital Exchange System (Exemption from Stamp Duties) Regulations 2025 (PISCES Stamp Duties Regulations) were laid before Parliament and are set to come into force on 3 July 2025. This follows the coming into force of the Financial Services and Markets Act 2023 (Private Intermittent Securities and Capital Exchange System Sandbox) Regulations 2025 (PISCES Regulations) on 5 June 2025 and the publication of the Financial Conduct Authority’s final PISCES Sourcebook on 10 June 2025 – see PISCES Regulations come into force today and Key aspects of the FCA’s PISCES Sourcebook respectively.
The PISCES Stamp Duties Regulations exempt from all stamp duties (i.e. stamp duty and stamp duty reserve tax (SDRT)) transfers of shares in connection with trading activity on a Private Intermittent Securities and Capital Exchange System (PISCES) platform, in line with the Government’s announcement in the Autumn Budget 2024.
The exemption from stamp duty and SDRT charges is anticipated to increase the attractiveness of and participation on PISCES platforms. By eliminating these charges, the measure aims to incentivise current private shareholders and prospective investors to engage in trading activities on a PISCES platform. Investors should benefit from better access to innovative companies, and greater transparency and efficiency compared to traditional private markets. This approach to stamp duty exemption reflects the policy approach taken on certain other growth markets, for example AIM, in order to incentivise investment and create greater liquidity in the market.
For businesses whose shares will be traded on a PISCES platform, the exemption from stamp duties is expected to have a positive impact. By encouraging the use of PISCES, the Government is looking to support companies in their efforts to scale up and grow by providing access to secondary markets and potential liquidity. If successful, this liquidity is intended to help shareholders, including employee shareholders (or employees who may hold options over shares in private companies), to realise potential gains, whilst offering companies the chance to rationalise their shareholder base. It is also hoped that companies using a PISCES platform may find it easier to raise capital privately outside of the platform due to their connection with a wider group of potential investors.
The PISCES sandbox is now open for applications from firms who wish to operate a PISCES platform, and it is speculated that the first trading event could happen before the end of this year.
It had already been confirmed that PISCES transactions will be exempt from stamp duty and SDRT (in line with the existing AIM exemption).